Utz Brands Reports Second Quarter 2026 Results

Company Recently Announced Agreement to Take Utz Private

HANOVER, Pa.--(BUSINESS WIRE)--Utz Brands, Inc. (NYSE: UTZ) (“Utz” or the “Company”), a leading U.S. manufacturer of branded Salty Snacks and a small-cap growth and value Staples equity, today reported financial results for the Company’s second fiscal quarter ended June 28, 2026.

2Q’26 Summary⁽¹⁾

• Net Sales increased 1.4% to $371.8 million
• Total Organic Net Sales increased 1.4%; Branded Salty Snacks Organic Net Sales increased 3.3%
• Gross Profit Margin decrease of 10bps
• Adjusted Gross Profit Margin expansion of 150bps
• Net Income decreased to $(16.0) million
• Adjusted Net Income increased 14.8% to $27.1 million
• EBITDA decreased 55.5% to $17.4 million
• Adjusted EBITDA increased 14.4% to $55.7 million
• Diluted Earnings Per Share decreased to $(0.11)
• Adjusted Earnings Per Share increased 11.8% to $0.19
• Cash Flow Provided by Operations was $11.7 million
• Adjusted Free Cash Flow improved to $(0.7) million
• Net Leverage Ratio improved and decreased 0.6x to 3.5x

“We delivered another quarter of solid growth in net sales and Adjusted EBITDA, led by 3.3% Branded Salty Snacks growth,” said Howard Friedman, Chief Executive Officer of Utz. “I was pleased with our execution in the quarter and the business performance through the first half, including the continued year-over-year improvement in adjusted free cash flow and net leverage.”

Recent Agreement to Take Utz Private

On July 20, 2026, Utz and Intersnack Group GmbH & Co. KG (“Intersnack Group” or “Intersnack”) entered into a definitive agreement pursuant to which certain subsidiaries of Intersnack Group will acquire all outstanding shares of Class A Common Stock of the Company for $14.25 per share in cash. Upon closing the transaction, Utz will become a private company with the Rice and Lissette Family Entities (the “Rice and Lissette Family”) and Intersnack Group each owning 50% of Utz. As such, the Company will not provide its outlook for 2026 and will not hold a conference call to discuss the Company’s financial results for the second quarter and year-to-date period ended June 28, 2026. The Company expects the transaction to close in the fourth quarter of 2026, subject to satisfaction of closing conditions.

Second Quarter 2026 Results

Second quarter Net Sales increased 1.4% to $371.8 million compared to $366.7 million in the prior year period. Organic Net Sales increased 1.4% year-over-year, driven by a favorable net price realization of 3.6% partially offset by lower volume/mix of (2.2)%. The Bonus Packs promotion in the prior year second quarter had a net neutral 0.6 point impact on both volume/mix and price. Excluding the Bonus Packs promotion, net price realization increased 3.0% and volume/mix decreased 1.6%. Branded Salty Snacks Organic Net Sales⁽³⁾ (representing 89% of total Net Sales) increased 3.3% led by our Power Four Brands, offset by a 12.1% decline in Non-Branded & Non-Salty Snacks Organic Net Sales⁽³⁾, primarily due to Non-Branded, which was impacted by accelerated elimination of low margin items.

For the 13-week period ended June 28, 2026, the Company’s Branded Salty Snacks Retail Sales increased 0.3% versus the prior year period, compared to a 0.8% increase for the Salty Snack category overall⁽³⁾. The Company’s Retail Volumes decreased by 4.6%, impacted by the lap of Bonus Packs, compared to a 1.1% increase for the Salty Snack category. The Company drove Retail Sales gains in its Expansion Geographies⁽²⁾⁽³⁾. The Company’s Power Four Brands of Utz^®, On The Border^®, Zapp’s^® and Boulder Canyon^® Retail Sales increased by 2.0%.

Gross Profit Margin of 25.9% decreased 10bps compared to 26.0% in the prior year period. Adjusted Gross Profit Margin of 33.2% expanded 150bps compared to 31.7% in the prior year period. The increase in Adjusted Gross Profit Margin was driven by productivity savings, which more than offset supply chain cost inflation.

Selling, General, and Administrative Expenses (“SG&A Expenses”) were $101.3 million, or 27.2% of Net Sales, compared to $88.0 million, or 24.0% of Net Sales, in the prior year period. Adjusted SG&A Expenses were $67.9 million, or 18.3% of Net Sales, compared to $67.4 million, or 18.4% of Net Sales, in the prior year period. The decrease in Adjusted SG&A Expenses as a percentage of Net Sales was primarily due to Adjusted SG&A expense leverage, partially offset by increased marketing.

The Company reported a Net Loss of $16.0 million compared to Net Income of $10.1 million in the prior year period. Net Income in the prior year period benefited from a $12.5 million gain from the remeasurement of the warrant liability. Adjusted Net Income in the quarter increased 14.8% to $27.1 million compared to $23.6 million in the prior year period. Adjusted Earnings Per Share increased 11.8% to $0.19 compared to $0.17 in the prior year period. The Adjusted Earnings Per Share increase was primarily the result of higher Adjusted Net Income.

The Company reported EBITDA of $17.4 million compared to EBITDA of $39.1 million in the prior year period. Adjusted EBITDA increased 14.4% to $55.7 million, or 15.0% as a percentage of Net Sales, compared to $48.7 million, or 13.3% as a percentage of Net Sales, in the prior year period. The increase in Adjusted EBITDA was driven by Adjusted Gross Profit Margin expansion, which more than offset the increase in Adjusted SG&A expenses.

Balance Sheet and Cash Flow Highlights

• As of June 28, 2026
  • Total liquidity of $212.7 million, consisting of cash on hand of $58.6 million and $154.1 million available under the Company’s revolving credit facility.
  • Net debt of $791.0 million resulting in a Net Leverage Ratio of 3.5x based on trailing twelve months Adjusted EBITDA of $226.3 million.

• For the twenty-six weeks ended June 28, 2026
  • Cash flow used in operations was $0.5 million.
  • Capital expenditures were $27.4 million, and dividends and distributions paid were $18.8 million.
  • Adjusted Free Cash Flow of $(26.6) million.

Fiscal Year 2026 Outlook

Due to the pending take private transaction, the Company will not be providing further updates to forward-looking guidance for 2026.

Conference Call and Webcast Presentation

Due to the pending take private transaction, Utz Brands will not host an investor call to discuss quarterly and year-to-date results.

About Utz Brands, Inc.

Utz Brands, Inc. (NYSE: UTZ) manufactures a diverse portfolio of savory snacks through popular brands, including Utz^®, On The Border^® Chips & Dips, Zapp’s^®, and Boulder Canyon^®, among others.

After over a century with a strong family heritage, Utz continues to have a passion for exciting and delighting consumers with delicious snack foods made from top-quality ingredients. Utz's products are distributed nationally through grocery, mass merchandisers, club, convenience, drug, and other channels. Based in Hanover, Pennsylvania, Utz has multiple manufacturing facilities located across the U.S. to serve our growing customer base. For more information, please visit the Company’s website or call 1‐800‐FOR‐SNAX.

Investors and others should note that Utz announces material financial information to its investors using its Investor Relations website, U.S. Securities and Exchange Commission (the “Commission”) filings, press releases, public conference calls, and webcasts. Utz uses these channels, as well as social media, to communicate with our stockholders and the public about the Company, the Company’s products, and other Company information. It is possible that the information that Utz posts on social media could be deemed to be material information. Therefore, Utz encourages investors, the media, and others interested in the Company to review the information posted on the social media channels listed on Utz’s Investor Relations website.

Forward-Looking Statements

This press release includes certain statements made herein that are not historical facts but are “forward-looking statements” within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995, as amended. These forward-looking statements relate to expectations for future financial performance, business strategies, or expectations for the Company’s business. The forward-looking statements may be accompanied by, preceded by, followed by, or include, without limitation, statements such as “may,” “can,” “should,” “will,” “estimate,” “plan,” “project,” "forecast,” "intend,” "expect,” “anticipate,” “believe,” “seek,” “target,” “goal,” “on track,” or other similar words, phrases or expressions. These forward-looking statements may include the Company's future financial position, capital structure, indebtedness, business strategy, opportunities and plans and objectives of management for future operations, including with respect to promotional activities and efforts to build sustainable long-term demand for the Company's products; the benefits of the Company's acquisitions, dispositions and similar transactions; the likelihood of the Company completing contemplated acquisitions, dispositions and similar transactions; the future operating and financial performance of the Company; expansion plans and opportunities; cost savings plans and network optimization strategies; transformation of the Company’s supply chain; the Company’s product mix; the Company’s expectations regarding its level of indebtedness and associated interest expense impacts; the Company’s cost savings plans and logistics optimization efforts; the effects of inflation, tariffs, or supply chain disruptions on the Company or its business; the benefits of the Company’s productivity initiatives; the effects of the Company’s marketing and innovation initiatives; the proposed transaction with Intersnack Group, including the expected timing, closing conditions and likelihood and effects of the consummation thereof; and other statements that are not historical facts.

These statements are based on the current expectations of the Company’s management and are not predictions of actual performance.These forward-looking statements reflect management’s current expectations, forecasts and assumptions and involve a number of judgments regarding known and unknown risks, uncertainties and other factors, many of which are outside the control of the Company and its directors, officers and affiliates. Accordingly, forward-looking statements should not be relied upon as representing the Company’s views as of any subsequent date. The Company does not undertake any obligation to update, add to or otherwise correct any forward looking statements contained herein to reflect events or circumstances after the date they were made, whether as a result of new information, future events, inaccuracies that become apparent after the date hereof or otherwise, except as may be required under applicable securities laws. As a result of a number of known and unknown risks and uncertainties, the Company’s results or performance may be materially different from those expressed or implied by these forward-looking statements. Some factors that could cause actual results to differ include, without limitation: our operation in an industry with high levels of competition and consolidation; our reliance on key customers and ability to obtain favorable contractual terms and protections with customers; changes in demand for our products driven by changes in consumer preferences and tastes or our ability to innovate or market our products effectively; changes in consumers’ loyalty to our brands due to factors beyond our control; impacts on our reputation caused by concerns relating to the quality and safety of our products, ingredients, packaging, or processing techniques; the potential that our products might need to be recalled if they become adulterated or are mislabeled; the loss of retail shelf space and disruption to sales of food products due to changes in retail distribution arrangements; our reliance on third parties to effectively operate both our direct-to-warehouse delivery system and our direct-store-delivery network system; the evolution of e-commerce retailers and sales channels; disruption to our manufacturing operations, supply chain, or distribution channels; the effects of inflation, including rising labor costs; increased fuel prices; shortages of raw materials, energy, water, and other supplies; changes in the legal and regulatory environments in which we operate, including with respect to tax legislation; potential liabilities and costs from litigation, claims, legal or regulatory proceedings, inquiries, or investigations into our business; potential adverse effects or unintended consequences related to the implementation of our growth strategy; our ability to successfully identify and execute acquisitions or dispositions and to manage integration or carve out issues following such transactions; the geographic concentration of our markets; our ability to attract and retain highly skilled personnel; impairment in the carrying value of goodwill or other intangible assets; our ability to protect our intellectual property rights; disruptions, failures, or security breaches of our information technology infrastructure; including cyber incidents; climate change or legal, regulatory or market measures to address climate change; our exposure to liabilities, claims or new laws or regulations with respect to environmental matters; the increasing focus and opposing views, legislation and expectations with respect to ESG initiatives; restrictions on our operations imposed by covenants in our debt instruments; our exposure to changes in interest rates; adverse impacts from disruptions in the worldwide financial markets, including on our ability to obtain new credit; our exposure to any new or increased income or product taxes; pandemics, epidemics or other disease outbreaks; our exposure to changes to trade policies and tariff and import/export regulations by the United States and other jurisdictions; potential volatility in our Class A Common Stock caused by resales thereof; our dependence on distributions made by our subsidiaries; our payment obligations pursuant to a tax receivable agreement, which in certain cases may exceed the tax benefits we realize or be accelerated; provisions of Delaware law and our governing documents and other agreements that could limit the ability of stockholders to take certain actions or delay or discourage takeover attempts that stockholders may consider favorable; our exclusive forum provisions in our governing documents; the influence of certain significant stockholders and members of Utz Brands Holdings, LLC, whose interests may differ from those of our other stockholders; the risk that the proposed transaction with the Intersnack Group may not be completed in a timely manner, or at all, including because required stockholder or regulatory approvals or other closing conditions are not satisfied or waived; the effects of the announcement and pendency of the proposed transaction on our business, employees and relationships with customers, suppliers, independent operators and other business partners, including the diversion of management's attention and the restrictions on the conduct of our business under the interim operating covenants; the significant transaction costs we have incurred and expect to continue to incur, whether or not the transaction is completed; litigation relating to the proposed transaction, including injunctions or other orders that could delay or prevent its completion; the limitations on our ability to pursue alternative transactions and our obligation to pay a termination fee in specified circumstances; the loss of the opportunity for holders of our Class A Common Stock to participate in any future growth of the Company if the transaction is completed; and other risks and uncertainties set forth in Part I, Item 1A "Risk Factors" in our Annual Report on Form 10-K for the year ended December 28, 2025 and in the other reports we file with the U.S. Securities and Exchange Commission from time to time.

Non-GAAP Financial Measures:

Utz uses non-GAAP financial information and believes it is useful to investors as it provides additional information to facilitate comparisons of historical operating results and identify trends in our underlying operating results, and it provides additional insight and transparency on how we evaluate the business. We use non-GAAP financial measures to budget, make operating and strategic decisions, and evaluate our performance. These non-GAAP financial measures do not represent financial performance in accordance with generally accepted accounting principles in the United States (“GAAP”) and may exclude items that are significant to understanding and assessing financial results. Therefore, these measures should not be considered in isolation or as an alternative to net income, cash flows from operations, earnings per share or other measures of profitability, liquidity, or performance under GAAP. You should be aware that the presentation of these measures may not be comparable to similarly titled measures used by other companies.

Management believes that non-GAAP financial measures should be considered as supplements to the GAAP measures reported, should not be considered replacements for, or superior to, the GAAP measures, and may not be comparable to similarly named measures used by other companies. The Company’s calculation of the non-GAAP financial measures may differ from methods used by other companies. We believe that these non-GAAP financial measures provide useful information to investors regarding certain financial and business trends relating to the financial condition and results of operations of the Company to date when considered with both the GAAP results and the reconciliations to the most comparable GAAP measures, and that the presentation of non-GAAP financial measures is useful to investors in the evaluation of our operating performance compared to other companies in the Salty Snack industry, as similar measures are commonly used by the companies in this industry. These non-GAAP financial measures are subject to inherent limitations as they reflect the exercise of management judgment about which items of expense and income are excluded or included in determining these non-GAAP financial measures. The non-GAAP financial measures are not recognized in accordance with GAAP and should not be viewed as an alternative to GAAP measures. As new events or circumstances arise, these definitions could change. When the definitions change, we will provide the updated definitions and present the related non-GAAP historical results on a comparable basis.

During the first quarter of 2026, the Company revised the categorization of certain charges and gains that were historically categorized as acquisition, divestitures and investments, business transformation, and financing-related costs. The Company is now presenting the associated charges and gains within the categories supply chain transformation and corporate transformation. The nature of the charges and gains included in these adjustments, as well as the total amount of all of these adjustments in all prior periods presented, are unchanged. We believe that this change provides a better reflection of the impact of the charges and gains and aligns with how management views the adjustments internally. Prior period balances have been reclassified to conform to the current presentation. Additionally, the Company has revised the presentation of its reconciliations of Adjusted Gross Profit, Adjusted Gross Profit Margin, Adjusted Selling, General, and Administrative Expenses, EBITDA, Adjusted EBITDA, Adjusted Net Income, and Adjusted Earnings Per Share to the most directly comparable GAAP measures. We believe the revised presentation of reconciliation information provides investors with helpful context on the impacts of the adjustments.

Utz uses the following non-GAAP financial measures in its financial communications, and in the future could use others:

• Organic Net Sales
• Adjusted Gross Profit
• Adjusted Gross Profit as % of Net Sales (Adjusted Gross Profit Margin)
• Adjusted Cost of Goods Sold (COGS)
• Adjusted Selling, General and Administrative Expense
• Adjusted Selling, General and Administrative Expense as % of Net Sales (Adjusted Selling, General and Administrative Expense Margin)
• Adjusted Net Income
• Adjusted Earnings Per Share
• Adjusted Earnings Before Taxes
• EBITDA
• Adjusted EBITDA
• Adjusted EBITDA as % of Net Sales (Adjusted EBITDA Margin)
• Effective Normalized Tax Rate
• Net Leverage Ratio
• Adjusted COGS
• Branded Salty Snacks Organic Net Sales
• Non-Branded & Non-Salty Snacks Organic Net Sales
• Adjusted Free Cash Flow

Organic Net Sales is defined as Net Sales excluding the impacts of acquisitions, divestitures and independent operator (“IO”) route conversions that took place after 1Q’2024.

Adjusted Gross Profit represents Gross Profit excluding Depreciation and Amortization expense, a non-cash item. In addition, Adjusted Gross Profit excludes the impact of costs that fall within the categories of non-cash adjustments and/or other cash adjustment items such as those related to stock-based compensation, hedging and purchase commitments adjustments, asset impairments, supply chain transformation, and corporate transformation. Adjusted Gross Profit is one of the key performance indicators that our management uses to evaluate operating performance.

Investor Contact
Trevor Martin
Utz Brands, Inc.
tmartin@utzsnacks.com

Media Contact
Colleen Farley
Utz Brands, Inc.
cfarley@utzsnacks.com